Regular Meeting of the Board of Trustees of the Transit Authority Wednesday, April 10, 2019, 9:00 a.m. Headquarters 669 West 200 South, , Utah Golden Spike Conference Rooms

1. Call to Order & Opening Remarks Chair Carlton Christensen

2. Pledge of Allegiance Chair Carlton Christensen

3. Safety First Minute Sheldon Shaw

4. Public Comment Period Bob Biles

5. Approval of March 27, 2019 Board Meeting Minutes Chair Carlton Christensen

6. Agency Report Steve Meyer

7. R2019-04-01 Approving International Travel to the Eddy Cumins American Public Transportation Association’s 2019 International Rail Rodeo

8. R2019-04-02 Approving the Execution of an Interlocal Eddy Cumins Cooperation Agreement with Salt Lake County to Perform a Transit Alternative Analysis in the Point of the Mountain Area

9. R2019-04-03 Authorizing Property Right of Way Paul Drake Acquisition for Provo-Orem BRT

10. Contracts & Pre-procurements a. Contract: Indemnification Agreement Paul Drake (Sandy Towers East) b. Change Order: Legal Services (Multiple) Steve Meyer c. Pre-procurement: Point of the Mountain Alternatives Steve Meyer Analysis

11. Other Business Chair Carlton Christensen a. Next meeting: April 17, 2019 at 9:00 a.m.

12. Adjourn Chair Carlton Christensen

Website: https://www.rideuta.com/Board-of-Trustees Live Streaming: https://www.youtube.com/results?search_query=utaride

Public Comment: Members of the public are invited to provide comment during the public comment period. Comment may be provided in person or online through www.rideuta.com. In order to be considerate of time and the agenda, comments are limited to 2 minutes per individual or 5 minutes for a designated spokesperson representing a group. Comments may also be sent via e-mail to [email protected].

Special Accommodation: Information related to this meeting is available in alternate format upon request by contacting [email protected] or (801) 287-3536. Request for accommodations should be made at least two business days in advance of the scheduled meeting.

Website: https://www.rideuta.com/Board-of-Trustees Live Streaming: https://www.youtube.com/results?search_query=utaride Don't let April Showers bring you hospital flowers. Stay alert when driving in wet conditions.

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SMSM April 2019 SAFETY & SECURITY

Minutes of the Meeting of the Board of Trustees of the Utah Transit Authority (UTA) held at UTA FrontLines Headquarters located at 669 West 200 South, Salt Lake City, Utah March 27, 2019

, Board Members Present:

Carlton Christensen, Chair Beth Holbrook Kent Millington

Also attending were members of UTA staff, as well as interested citizens and members of the media.

Call to Order, Opening Remarks, and Pledge of Allegiance. Chair Christensen welcomed attendees and called the meeting to order at 9:01 a.m. with three board members present. Following Chair Christensen’s opening remarks, the board and meeting attendees recited the Pledge of Allegiance.

Safety First Minute. Chair Christensen yielded the floor to Sheldon Shaw, UTA Safety Manager, for a brief safety message.

Public Comment Period. No public comment was given.

Approval of March 20, 2019 Board Meeting Minutes. A motion to approve the March 20, 2019 Board Meeting Minutes was made by Trustee Millington and seconded by Trustee Holbrook. The motion carried unanimously.

Agency Report. Steve Meyer, UTA Interim Executive Director, provided an update on the Sharp/Tintic connection project, which is being done in partnership with the Utah Department of Transportation (UDOT), Spanish Fork, and Springville. The project realigns the configuration between the Sharp and Tintic rail lines, eliminating five at-grade crossings. A federal aid grant has been secured to help fund the project and UTA is the grantee. A cooperative agreement is currently being circulated to formalize the local match. One of the provisions in the cooperative

agreement is that any overages will be evenly split among UTA, Spanish Fork, and Springville. Discussion ensued. Questions on the future FrontRunner alignment, location of potential rail trails, and portion of the Tintic line to be eliminated were posed by the board and answered by Mr. Meyer.

As part of his agency report, Mr. Meyer also mentioned that Sheldon Shaw was recently given an award for making community presentations through the Operation Lifesaver program.

R2019-03-05 Designating Transit-Oriented Development Sites. Paul Drake, UTA Senior Manager of Real Estate & Transit-Oriented Development, and Kevin Leo, UTA Transit-Oriented Development Project Specialist I, summarized the transit-oriented development (TOD) site selection system analysis results. Discussion ensued. Questions on the ranking tool filter eliminating more urbanized sites in the growth opportunity category, scoring approach on the site selection results, and comprehensiveness of the sites included in the rankings were posed by the board and answered by Mr. Drake. It was noted that the rankings presented in the meeting only included sites with UTA-owned property. Trustee Holbrook recommended approaching communities with private property that might be appropriate for TOD to discuss opportunities for leveraging potential development with the nearby transit infrastructure.

A motion to approve R2019-03-05, and designate Salt Lake Central/North Temple Station, Ogden Central, and as UTA TOD sites, was made by Trustee Holbrook and seconded by Trustee Millington. The motion carried unanimously with aye votes from Trustee Holbrook, Trustee Millington, and Chair Christensen.

Contracts and Disbursements.

Contract: Depot District Hazardous Materials Management (Wasatch Environmental). Eddy Cumins, UTA Chief Operating Officer, and Patti Garver, UTA Program Manager of Environmental, Grants & Project Controls, explained the purpose of the contract, which allows for hazardous materials remediation during construction of the Depot District bus maintenance facility. Discussion ensued. A question on whether the price associated with the contract scope was an internal or external estimate was posed by the board and answered by staff.

A motion to approve the contract was made by Trustee Millington and seconded by Trustee Holbrook. The motion carried unanimously with aye votes from Trustee Millington, Trustee Holbrook, and Chair Christensen.

Contract: Depot District Cultural Resource Consultation (SWCA). Mr. Cumins described the purpose of the contract, which defines terms for the oversight and mitigation of any

historical artifact discoveries during construction of the Depot District bus maintenance facility. Discussion ensued. Questions on cultural relics discovered during previous projects and required remediation were posed by the board and answered by staff.

A motion to approve the contract was made by Trustee Holbrook and seconded by Trustee Millington. The motion carried unanimously with aye votes from Trustee Holbrook, Trustee Millington, and Chair Christensen.

Change Order: TIGER Phase 2 Amendment 6 – Summit County Bike Share (Granite Construction). Mr. Cumins summarized the change order, which authorizes construction of eleven bike share docking stations in Summit County. The bike share stations are one of 94 projects designated in the TIGER program of projects. Discussion ensued. Questions on the local match, contracting process for the TIGER project, number of TIGER projects to which funds have been committed, and arrangement with the general contractor were posed by the board and answered by Mr. Cumins and Heather Bening, UTA Project Manager II.

A motion to approve the change order was made by Trustee Millington and seconded by Trustee Holbrook. The motion carried unanimously with aye votes from Trustee Millington, Trustee Holbrook, and Chair Christensen.

Discussion Items.

Future of FrontRunner (Part 3 of 3). Mr. Meyer, Ted Knowlton with the Wasatch Front Regional Council (WFRC), and Shawn Seager with the Mountainland Association of Governments (MAG), delivered a presentation on FrontRunner’s place in regional transportation plans. The presentation addressed topics such as the planning process, plan phasing, FrontRunner phasing, and next steps. Discussion ensued. Questions on the existence of unified plans in other cities or states, local feedback on sales tax reform, parameters for growth expectations, accuracy of projections over time, and communication of funding gaps to policymakers were posed by the board and answered by the presenters.

Chair Christensen called for a brief recess at 10:09 a.m.

The meeting resumed at 10:17 a.m.

2019 Executive Team Performance Targets. Mr. Meyer and the UTA executive team presented their proposed 2019 performance targets. Mr. Meyer summarized key agency objectives and then the executives spoke about specific targets in their areas of focus supporting the objectives. Discussion ensued. Questions on turnover costs, hubometer

miles, effects on the budget from bus bridges, parts availability, predictive analysis for anticipated parts needs, acceptable timelines for out of service vehicles, retirement projections for managers, and engaging the customer base to promote transit use were posed by the board and answered by staff. Trustee Millington suggested working with UDOT to implement transit use training in conjunction with driver’s education training.

Other Business.

Next Meeting. The next meeting of the board will be on Wednesday, April 10, 2019 at 9:00 a.m.

Adjournment. The meeting was adjourned at 11:07 a.m. by motion.

Transcribed by Cathie Griffiths Executive Assistant to the Board Chair Utah Transit Authority [email protected] 801.237.1945

This document is not intended to serve as a full transcript as additional discussion may have taken place; please refer to the meeting materials, audio, or video located at https://www.utah.gov/pmn/sitemap/notice/523731.html for entire content.

This document along with the digital recording constitute the official minutes of this meeting. RESOLUTION OF THE BOARD OF TRUSTEES OF THE UTAH TRANSIT AUTHORITY APPROVING INTERNATIONAL TRAVEL TO THE AMERICAN PUBLIC TRANSPORTATION ASSOCIATION’S 2019 INTERNATIONAL RAIL RODEO

R2019-04-01 April 10, 2019

WHEREAS, the Utah Transit Authority (the “Authority”) is a public transit district organized under the laws of the State of Utah and was created to transact and exercise all of the powers provided for in the Utah Limited Purpose Local Government Entities – Local Districts Act and the Utah Public Transit District Act;

WHEREAS, Board Executive Limitations Policy No. 2.3.1 requires the Board to approve any international travel of the Authority’s employees for Authority business; and

WHEREAS, the Authority desires to send nine employees to represent it and participate in the American Public Transportation Association International Rail Rodeo and Conference in Toronto, Ontario on June 20 – 23, 2019.

NOW, THEREFORE, BE IT RESOLVED by the Board of Trustees (“Board”) of the Authority:

1. That the Board hereby authorizes nine UTA employees, to travel to the American Public Transportation Association International Rail Rodeo and Conference scheduled for June 20 – 23, 2019 in Toronto, Ontario.

2. That the Board hereby ratifies any and all actions taken by the Authority’s Interim Executive Director and staff in furtherance of and effectuating the intent of this Resolution.

3. That the corporate seal be attached hereto.

Approved and adopted this 10th day of April, 2019.

______Carlton Christensen, Chair Board of Trustees ATTEST: (Corporate Seal)

______Robert K. Biles, Secretary/Treasurer

RESOLUTION OF THE BOARD OF TRUSTEES OF THE UTAH TRANSIT AUTHORITY APPROVING THE EXECUTION OF AN INTERLOCAL COOPERATION AGREEMENT WITH SALT LAKE COUNTY TO PERFORM A TRANSIT ALTERNATIVE ANALYSIS IN THE POINT OF THE MOUNTAIN AREA

R2019-04-02 April 10, 2019

WHEREAS, Salt Lake County (the “County”) and the Authority are “public agencies” as defined by the Utah Interlocal Cooperation Act, UTAH CODE ANN. §§ 11-13- 101 et seq., and, as such, are authorized by the Cooperation Act to each enter into an interlocal cooperation agreement to act jointly and cooperatively on the basis of mutual advantage;

WHEREAS, during the 2018 General Session, the State Legislature passed SB136, which amended Section 59-12-2219 of the Revenue and Taxation Code, Utah Code Ann. §§ 59-12-101 et seq., to provide for implementation of a .25% increase in the County Sales Tax to be used by the County for certain transportation purposes (hereinafter “County Transportation Funds”);

WHEREAS, the County desires to use the County Transportation Funds by financing all or a portion of the costs of regionally significant transportation facilities or public transit projects of regional significance throughout the County in accordance with Utah Code Ann. §59-12- 2219(11)(a)(ii) and all other applicable federal, state and local laws, rules and regulations;

WHEREAS, on January 8, 2019, the Salt Lake County Council authorized the Mayor to enter into an agreement with Draper City to perform a Transit Alternatives Analysis in the Point of the Mountain area to determine a Locally Preferred Alternative for rapid transit connections between Sandy City and Lehi City, including connections to the TRAX Blue Line, to the former Utah State Prison redevelopment site, and to the Draper FrontRunner Station;

WHEREAS, Draper City requested to allow the Authority to perform its obligation to perform the Transit Alternatives Analysis; and

WHEREAS, the County now desires to enter into an interlocal cooperation agreement with the Authority, which is attached hereto as Exhibit A (the “Interlocal Agreement”), to provide for payment of expenses as called for in the Escrow Agreement, which is attached hereto as Exhibit B (the “Escrow Agreement”); NOW, THEREFORE, BE IT RESOLVED by the Board of Trustees of the Utah Transit Authority:

1. The Board hereby approves the Interlocal Cooperation Agreement, attached as Exhibit A, between the Authority and Salt Lake County and authorizes the Interim Executive Director to execute the same.

2. The Board hereby approves the Escrow Agreement between Salt Lake County, the Authority, and Z.B., National Association, dba Zions Bank in substantially the form attached hereto as Exhibit B, and authorizes the Executive Director to execute the same.

Approved and adopted this 10th day of April, 2019.

______Carlton Christensen, Chair Board of Trustees

ATTEST:

______Robert K. Biles, Secretary/Treasurer

(Corporate Seal)

2 Exhibit A

(Interlocal Cooperation Agreement)

3

Exhibit B

(Escrow Agreement)

4

RESOLUTION OF THE BOARD OF TRUSTEES OF THE UTAH TRANSIT AUTHORITY AUTHORIZING PROPERTY RIGHT OF WAY ACQUISITION FOR THE PROVO-OREM PROJECT

R2019-04-03 April 10, 2019

WHEREAS, Utah Transit Authority (the “Authority”) is a public transit district organized under the laws of the State of Utah and was created to transact and exercise all of the powers provided for in the Utah Limited Purpose Local Government Entities – Local Districts Act and the Utah Public Transit District Act;

WHEREAS, the Authority has constructed the Bus Rapid Transit Project (the “Project”) in Utah County;

WHEREAS, the Authority required approximately 4,861 square feet of property in fee and approximately 6,848 square feet of property for a temporary construction easement located at approximately 175 East University Parkway, Orem, UT 84058 (the “Property”) to complete the Project;

WHEREAS, the Authority obtained a certified appraisal identifying the value of the Property to be $181,600 and the property owner obtained a certified appraisal identifying the value of the Property to be $342,600;

WHEREAS, the property owner incurred additional costs due to construction; and

WHEREAS, the parties participated in mediation and have agreed to an administrative settlement in the amount of $292,598 for the purchase of the Property to avoid the costs of condemnation.

NOW, THEREFORE, BE IT RESOLVED by the Board of the Authority (the “Board”):

1. That the Board hereby approves the purchase of the Property in the amount of $292,598.

2. That the Board hereby approves the contract for the purchase of the Property attached hereto as Exhibit A.

3. That the Executive Director and his or her designee(s) are authorized to execute the attached contract and any closing statements, escrow forms and other documents and instruments, and take any additional actions as may be necessary or prudent to complete the purchase in accordance with the terms indicated herein.

4. That the Board hereby ratifies any and all actions previously taken by the Authority’s management and staff with regard to the purchase of the Property.

5. That the corporate seal be attached hereto.

Approved and adopted this 10th day of April, 2019.

______Carlton Christensen, Chair Board of Trustees

ATTEST:

______Robert K. Biles, Secretary/Treasurer

(Corporate Seal)

2 Exhibit A

3

Detailed Contract Description & Purpose

Board Review Date: 4/10/2019 Document Type: Other

Action Requested: Motion to approve the contract or change order

Criteria: Indemnification Agreement

Contract Title: Sandy Towers East Contract # 19-03028 Indemnification Agreement

Project Manager: Paul Drake Contract Administrator: Teressa Pickett

Impacted Areas: Real Estate/TOD Included in budget? N/A

Procurement method: Contractor: Sandy Towers East

N/A (Hamilton Partners) Sole-Source Reason: N/A Qty & Unit price Change Order Value Total Contract Value

Contract term (Months) 8 Contract Start Date 4/10/2019

Contract options (Months) N/A Contract End Date: 12/31/2019

Number of responding firms: N/A $ Value of Next Lowest Bidder N/A

General Description & Purpose: Under the terms of the Sandy Civic Center development agreement, UTA's development partners have begun preparing the site located at 10000 South and State Street. This work includes placing a canal in an underground culvert. The cost is considered a "Master Development Expense", covered by the development partners, and reimbursed per the terms of the development agreement. Salt Lake Public Utilities, which owns the canal, has insisted that UTA, as the landowner, sign a General Agreement of Indemnity (Exhibit A to the Indemnification Agreement) to ensure that the work is performed satisfactorily and functions appropriately for the term of the agreement. The amount of the general indemnity is $1.7 million. UTA and its development partners will sign the attached side agreement (Indemnification Agreement) that transfers all of this liability from UTA to the development entity . This allows the construction to be completed by the end of this year and protects UTA from liability. The board action requested is a motion to approve the Indemnification Agreement and the General Agreement of Indemnity. (Items to include: Current condition, Benefits, Return on investment, Savings, Other alternatives considered) Attachments: Indemnification Agreement, Exhibit A (General Agreement of Indemnity), Contract Routing Form

Rev.122718

Detailed Contract Description & Purpose

Board Review Date: 4/10/2019 Document Type: Change Order

Action Requested: Motion to approve the contract or change order

Criteria: Contract is $200,000 - $999,999

Contract Title: Legal Services Contract # 17-2011JH

Project Manager: TBD - Was Bart Simmons Contract Administrator: Jolene Higgins

Impacted Areas: Included in budget? Yes

Procurement method: Sole-Source Contractor: 24 Law Firms

Sole-Source Reason: Unacceptable Delay Qty & Unit price TBD Change Order Value $200,000 Total Contract Value $855,864

Contract term (Months) 12 Contract Start Date 4/15/2019

Contract options (Months) 0 Contract End Date: 4/14/2020

Number of responding firms: 27 $ Value of Next Lowest Bidder NA

General Description & Purpose: The purpose for this change order is to extend the current contract for Legal Services. UTA selected a panel of qualified Attorneys and Law Firms for several general categories of legal services through an RFP process to provide legal services on an on-call and as-needed basis. That contract expires 4/14/19. This extension will allow UTA to pay for current on-going litigation and the ability to retain legal counsel for any upcoming litigation. UTA Supply Chain and the Attorney General's Office have determined that the need for these services will be ongoing and will work together to issue a future request for proposal (RFP) for legal services. A new legal services contract is expected to be in place before the expiration of this contract extension.

(Items to include: Current condition, Benefits, Return on investment, Savings, Other alternatives considered)

Attachments: Contract routing sheet Yes Contract Amendment, and Sole Source

Rev.122718 ______

Once approved, please forward to Contract Administrator

CONTRACT ROUTING SHEET UTA

Agenda Item No.: Board Review Date:

CONTRACT SECTION

1) Contract/P.O. No. 17—2O1IJH (Assignedby Purrhasing) Contract Administrator: Jolene Higgins Project Manager: Bait Simmons 2) Contract Type H A.A&E/DesIgn H B.BlanketP0 H c. construction [ID. Goods H E. Modification [I E. Option [I F. Other [I G. Renewal :HH. SeMces H I. Task Orders 3) Procurement Method H RFQ(Quote) H IFB(LowBid) LLRFQU(Qualification) Other: j RFP(Best-value) IVJSolesource H 4) Contract Title Legal Services Contract Amendment #1 5) Description / This Amendment is to extend the current Agreements with 24 Law Firms contracted under RI’!’ 17-201 NH. Purpose UTA selected a panel of qualified attorneys and law firms for several general categories of legal services (ofcontractorproject) through an RFP Process to provide Legal Services on an on-call and as-needed basis.

6) Contractor Name See attached

7) Effective Dates Beginning: 04115119 Ending: 04114120 8) Option to renew? H Yes [I No Renewal terms FINANCIAL SECTION 9) Total Board Approval Amount: 9a) Current Contract Value: 655864 9b) Amendment Amount: 200000 9d) New Contract Value (includingall amendments) 855864 9e) estimate? Is the amount an H Yes H No (Estimate if per transaction cost) 91) If estimated. how The estimate was based on last year’s spend and the antiCpated work. was the estimate calculated?

10) Is the amount a one-time purchase or annual recurring purchase? [I one-time H Recurring 11) Account Code 1500.50353.97 Capital Project Code

12) Budgeted? HYes H No Budget amount: 13) Willthis contract require support from another department? [I Yes [I No 14) IIso, is the other department(s) aware of this contract and the required support? H Yes H No

15) If box 2a or 2c is checked, has the Qualified Heath Insurance Certificate been verified? H Yes H No SIGNATURE SECTION Route to? Initials

- Lisa Bohman Attorney/Legal [I Yes Accounting Review ,7n-5ftcIo frr,.j EYes H No I‘t I Q Punt Name IT Review (ITsoftwareor hardware) No H Yes Li I I uo 510K Manager/Program Manager Punt Name t H Yes H No I I

Dir, Mgr, RGM, Punt Name uplossoK Sr. orChiefNP HYes HN0 I I

or Bob Bites upiosoo

OverS200K Board Approval Aiirovai Date H Yes H No I I If Yes, route to the Sr Supply Chain Manager for board meeting agenda and approval

Revised 7/1 2/2018 Page I of I (‘III UTA D. UTAH TRANSIT AUTHORITY 669 West 200 South

Salt Lake City, UT 84101

March 28, 2019

RE: Contract ft17-2011JH LEGALSERVICESCONTRACTAMMENDMENTNO. 1

The purpose of this letter is to amend the Legal Services Contract dated May 23, 2017, Contract Number 17-2011JH. This letter (Amendment No.1) shall extend the current contract for one year, April 15, 2019 to April 14, 2020.

In the event UTA shall request or require any services from Firm(s) listed on the attachment (Exhibit A). UTAand the Attorney General’s Office will contact such Firm(s) at the time such services are required. At that time, UTAwill enter into a standard form of engagement letter with Firm(s) for the services to be rendered and will determine a fair and reasonable price. As noted in the RFP, all terms and conditions of the RFP and the information contained in the Firm(s) response thereto are incorporated and included and will be incorporated by reference in an engagement letter.

Ifyou are in agreement with the above referenced amendment, please sign on the line indicated below.

UTAHTRANSITAUTHORITY

By: Date: W. Steve Meyer Interim Executive Director

Date: &‘,%Z/7 B7 Robert K.Biles flr VP of Finance UTA Legal Counsel

SO 9001:2000 and ISO 1400 2004 -888-RIDE-UTAv,wwrideulocom I//f Exhibit A

Legal Firms Participating in Legal Pool RFP 17-2O11JH

1. Apperson Crump 2. Blackburn Stoll 3. Fabian VanCott 4. Gillmore Bell 5. Hanson Bridgett 6. Holland and Hart 7. Holland and Knight 8. Jackson Lewis 9. Kaplan Kirsch 10. Littlefield & Peterson 11. Manning Curtis 12. Nossaman LLP 13. Parsons Behle 14. Ray Quinney 15. Richards Brandt 16. Shulman Rogers 17. Snow Christensen 18. Stoel Rives LLP 19. Strong & Hanni 20. TechLaw Ventures 21. Thompson Coburn LLP 22. Venable LLP 23. Wes Felix Law 24. Zimmerman Jones Detailed Contract Description & Purpose

Board Review Date: 4/10/2019 Document Type: Pre-Procurement

Action Requested: Pre-Procurement (information only)

Criteria: Contract is $200,000 - $999,999

Contract Title: Point of the Mountain Transit Contract # TBD Project - Alternatives Analysis

Project Manager: Patti Garver Contract Administrator: Teressa Pickett

Point of the Mt., CapDev, Sandy, Draper, South Jordan, Impacted Areas: Lehi, WFRC, MAG, UDOT Included in budget? Yes

Procurement method: Request for Qualifications Contractor: TBD

Sole-Source Reason: N/A Qty & Unit price Change Order Value Total Contract Value $800,000

Contract term (Months) 12 Contract Start Date 5/1/2019

Contract options (Months) 36 Contract End Date: 4/30/2020

Number of responding firms: TBD $ Value of Next Lowest Bidder TBD

General Description & Purpose: The Point of the Mountain Vision Study identified several critical transportation improvement projects. As a result of a subsequent Transportation Analysis of the critical projects, UTA, UDOT and the Municipal Planning Organizations (MPOs) determined to complete an Alternatives Analysis to identify a preferred rapid transit connection between Sandy and Lehi, including connections to the TRAX Blue Line, the existing Utah State Prison site in Draper, and the FrontRunner Draper Station. UTA will initiate a request for qualifications (RFQ) for the Alternatives Analysis project. The total estimated cost of the contract is $800,000. UTA funding is set at $50,000 in the 2019 capital budget and the remainder of the funds will come from UTA partners (UDOT, MAG, WFRC, and Salt Lake County), and additional sources yet to be determined.

(Items to include: Current condition, Benefits, Return on investment, Savings, Other alternatives considered)

Attachments: Contract routing sheet

Rev.122718